Acceleron Collaboration IP; Joint Technology Clause Samples
The "Acceleron Collaboration IP; Joint Technology" clause defines how intellectual property (IP) created or developed jointly by the parties during their collaboration will be owned, managed, and used. Typically, this clause outlines the process for identifying joint inventions or technology, specifies the rights each party has to use or commercialize such IP, and may address how patent filings or enforcement actions are handled. Its core practical function is to prevent disputes by clearly allocating ownership and usage rights for jointly developed technology, ensuring both parties understand their entitlements and obligations regarding collaborative innovations.
Acceleron Collaboration IP; Joint Technology. The following terms shall apply to all Joint Technology and all Acceleron Collaboration IP (excluding Acceleron Patent Rights resulting from Acceleron Collaboration IP). In respect of Licensed Compounds and Licensed Products in the Territory, Celgene shall have the first right, but not the obligation, to take any reasonable measures it deems appropriate to stop infringing activities in the Field in the Territory with respect to (including initiating or prosecuting an infringement or other appropriate suit or action against any Third Party who at any time has infringed, or is suspected of infringing, or defending any declaratory judgment action with respect to) any Joint Patent Rights claiming or relating to Licensed Compounds or Licensed Products or of using without proper authorization any Joint Improvements, Joint Collaboration IP or Acceleron Collaboration IP (excluding Acceleron Patent Rights resulting from Acceleron Collaboration IP). In the event that Celgene elects not to take action pursuant to this Section 8.3.2(b), Celgene shall so notify Acceleron promptly in writing of its intention in good time to enable Acceleron to meet any deadlines by which an action must be taken to establish or preserve any enforcement rights, and Acceleron shall have the right, but not the obligation, to take any such reasonable measures to stop such infringing activities by such alleged infringer. In any enforcement action involving Joint Technology, the Parties agree to be joined as parties to such enforcement action if necessary to enable the enforcement action.